Thetford Mines, Quebec – TheNewswire – September 22, 2023 – KDA Group Inc. (TSXV:KDA) (“KDA” or the “Corporation”) is pleased to announce an update on many accomplishments realised during the past few months.
“The Corporation is proud of all these achievements that have materialized over the past few months and of the many other projects in the pipeline for this fall. Unfortunately, the timing of these achievements occurred while many people were away on vacation, therefore we are providing a brief recap to keep everyone informed. The Corporation and its subsidiary, Groupe Technologique KDA Inc., will be focusing on commercializing their technology platforms and projects in Canada, the United States and internationally over the coming months and quarters. Finally, a very exciting time lies ahead for the Corporation, and management is ready to act and move forward in the realizations of new projects to generate increased shareholder value. We will keep you posted on the progress of all projects,” said Marc Lemieux, Chief Executive Officer of KDA.
As previously disclosed by press releases, the Corporation announced the following achievements:
The month of May began with the finalization of the sale of KDA’s wholly owned subsidiary, AlliancePharma Opérations Inc. (“AlliancePharma”), involved in pharmacy staff replacement. Groupe Santé Halsa Inc. acquired AlliancePharma’s activities for a total consideration of $10,200,000. This transaction enabled KDA to restructure and pay off part of its debt to Persistence Capital Partners II, L.P. and Persistence Capital Partners II (International), L.P. (collectively “PCP”), and Private Debt Partners Senior Opportunities Fund LP (“PDP”).
At the end of May, Clinical Education Alliance, LLC, a U.S.-based company, agreed, subject to the fulfillment of certain conditions, to acquire all the shares of Agence L.I.V. Inc. (“LIV”), a wholly owned subsidiary of KDA operating in the field of medical education.
The purpose of these transactions was to enable KDA to devote itself entirely to the development and marketing of its technology products for the fast-growing connected health market (healthtech).
The beginning of June saw the launch of a brand new website for electronic prescriber KRx. The website aims to contribute to the development and marketing of KRx internationally.
On June 28, KDA’s Annual and Special General Meeting of Shareholders (the “Meeting”) was held. Isabelle Bégin, Joshua Chandler, Patrick Fernet, Michael W. Kinley, David Lampron and Marc Lemieux were elected directors of KDA by the shareholders, with over 98.80% of the votes cast for each of them. All resolutions were passed at the Meeting, including the special resolution to approve and authorize the Corporation to sell and transfer all the shares of its wholly owned subsidiary, LIV, which was approved with 100% of the votes in favor.
The month ended with the excellent news that the sale of LIV, previously announced on May 29, was finalized on June 28 for a total consideration of $13,500,000, enabling KDA to use part of the proceeds to repay its debts to PCP and PDP in full. Following the full repayment of KDA’s debt to PCP, PCP representatives Joshua Chandler and David Lampron resigned from KDA’s Board of Directors.
On July 28, KDA completed the acquisition of all proprietary rights to the ZRx digital prescriber from ZoomMed Médical Inc. in consideration for 10,000,000 Class A shares (“Common Shares”) in the share capital of KDA. The purpose of this acquisition was to contribute to KDA’s technology development and growth.
Marc Lemieux, CEO, and several members of the KDA team headed to New York to meet with business partners and develop the U.S. market. Meanwhile, in Canada, several pharmacy pilot tests are well underway for the Adherize+ electronic membership software.
SEPTEMBER 22, 2023
The Corporation announces the replacement of its June 22, 2021, unsecured convertible debenture by the closing of:
an unsecured convertible debenture in the amount of $450,000 at an eleven percent (11%) interest rate per year for a term of two (2) years (the Debenture”) with an accredited investor. The Debenture is convertible at the option of the Debenture holder for up to 4,500,000 Common Shares in the share capital of KDA at a conversion price of $0.10 per Common Share for a period of 24 months following the closing of the Debenture; and
an unsecured loan in the amount of $300,000 at an eleven percent (11%) interest rate per year for a term of two (2) years (the Loan”).
The Corporation may, at any time after the issuance of the Debenture, redeem the Debenture, in whole or in part, and in any case where the Corporation notifies the Debenture holder of its intention to redeem the Debenture, the Debenture holder shall have the right, at its option, to convert the Debenture by notifying the Corporation.
No finder’s fee and commission are payable in connection with the Debenture and the Loan.
The Debenture is subject to final acceptance by the TSX Venture Exchange.
And finally, the Corporation announces that, pursuant to its stock option plan, it has granted incentive stock options to directors, officers, employees and consultants of the Corporation to purchase up to an aggregate of 6,050,000 Common Shares. The stock options are exercisable on or before September 22, 2028 at a price of $0.10 per Common share, are subject to a 24-month vesting period and are granted in accordance with the policies of the TSX Venture Exchange and the terms and conditions of the Corporation’s stock option plan.
ABOUT KDA GROUP
KDA Group is a leader in technological innovations and specialized solutions in the pharmaceutical market. KDA is a corporation that offers quality products and has a respected expertise among the various stakeholders in the pharmaceutical and medical sectors. Its management team is guided by the vision to pursue leading the way in Canada and internationally. Additional information about the Corporation is available at www.kdagroup.ca and on SEDAR+ at www.sedarplus.ca.
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CAUTION REGARDING FORWARD-LOOKING STATEMENTS
This press release from KDA Group contains forward-looking statements. Forward-looking statements are typically identified by the words assumption, goal, guidance, objective, outlook, strategy, target, and other similar expressions, or future or conditional verbs such as aim, anticipate, believe, predict, could, expect, intend, may, plan, seek, should, strive, and will. By their nature, forward-looking statements require us to make estimates and assumptions and express opinions based on current conditions and anticipated developments, as well as other factors that Management may deem appropriate under the circumstances. There is inherent uncertainty and significant risk in these estimates, assumptions, and opinions, particularly of a commercial, economic, and competitive nature, and they are therefore subject to change. KDA Group cannot guarantee that these estimates, assumptions, and opinions will prove to be accurate.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
Marc Lemieux, Chief Executive Officer
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